Tyler Technologies 8-K 2026-05-05

Filed 2026-05-05. 1 sections, 8K characters. Original on sec.gov · Markdown · JSON

Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K


CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

May 5, 2026 (May 5, 2026)

Date of Report (Date of earliest event reported)


TYLER TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)


Delaware1-1048575-2303920
(State or other jurisdiction of incorporation organization)(Commission File Number)(I.R.S. Employer Identification No.)
5101 TENNYSON PARKWAYPLANOTexas75024
(Address of principal executive offices)(City)(State)(Zip code)

(972) 713-3700

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)

Title of each classTrading symbolName of each exchange on which registered
COMMON STOCK, $0.01 PAR VALUETYLNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 5, 2026, Tyler Technologies, Inc. held its annual meeting of stockholders. The results of the matters voted on at the meeting were as follows:

With respect to the election of directors, shares were voted as follows:

NomineeVotes ForVotes WithheldBroker Non-votes
Glenn A. Carter30,829,9336,374,3882,649,433
Margot L. Carter36,184,6281,019,6932,649,433
Brenda A. Cline35,631,3011,573,0202,649,433
Ronnie D. Hawkins, Jr.37,067,615136,7062,649,433
Cecil W. Jones37,009,108195,2132,649,433
H. Lynn Moore, Jr.32,556,0794,648,2422,649,433
Daniel M. Pope36,611,719592,6022,649,433
Andrew D. Teed36,492,325711,9962,649,433

With respect to the approval of an advisory resolution on our executive compensation, shares were voted as follows:

Votes ForVotes AgainstAbstentionsBroker Non-votes
36,090,1781,006,195107,9482,649,433

With respect to the ratification of Ernst & Young LLP as our independent auditors for fiscal year 2026, shares were voted as follows:

Votes ForVotes AgainstAbstentions
36,729,9723,102,88920,893

With respect to the shareholder proposal regarding political spending, shares were voted as follows:

Votes ForVotes AgainstAbstentionsBroker Non-votes
9,484,66027,406,993312,6682,649,433

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.Description
Exhibit 104Cover Page Interactive Data File (embedded in the Inline XBRL document)
SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

TYLER TECHNOLOGIES, INC.
/s/ Brian K. Miller
May 5, 2026By:Brian K. Miller Executive Vice President and Chief Financial Officer (principal financial officer)